Producers: Tom Rothrock, Rob Schnapf, Elliott Smith.

Recorded at Abbey Road, London, England and Sunset Sound & Sonora Studios, Los Angeles, California.

Personnel: Pete Thomas , Joey Waronker (drums); Jon Brion (background vocals).

Audio Mixers: Rob Schnapf; Tom Rothrock.

Recording information: Abbey Road Studio; Capitol Studio; Sonora Studio; Sunset Sound Studio.

Photographer: Autumn DeWilde.

Judging only by his earlier, bare-bones indie-label albums, it seemed highly unlikely that Elliott Smith would turn into the ambitious arranger and studio craftsman of his lushly textured Dreamworks debut, XO. A big part of that shift, of course, was the fact that Smith had major-label finances and equipment to work with for the first time; this allowed him to fuse his melancholy, slightly punky folk with the rich sonics of pop artists like the Beatles and Beach Boys. Smith continues in that direction for the follow-up, Figure 8, an even more sonically detailed effort laden with orchestrations and inventive production touches. With a couple of exceptions, the sound of Smith's melancholy has largely shifted from edgy to sighingly graceful, although his lyrics are as dark as ever. Even if the subject matter stays in familiar territory, though, the backing tracks are another matter -- a gorgeous, sweeping kaleidoscope of layered instruments and sonic textures. Smith fleshes his songs out with assurance and imagination, and that newfound sense of mastery is ultimately the record's real emphasis; there's seemingly a subtle new wrinkle to the sound of every track, and yet it's all easily recognizable as trademark Smith. Even if it is a very impressive statement overall, Figure 8 isn't quite the masterpiece it wants to be -- there's something about the pacing that just makes the record feel long (at over 52 minutes, it is the longest album in Smith's catalog), and it can sometimes float away from the listener's consciousness. Perhaps it's that Smith's songwriting does slip on occasion here, which means that those weaker tracks sink under the weight of arrangements they aren't equipped to support. Still, most of the songs do reveal their strengths with repeated plays, and it's worth the price of a few nondescript items to reap the rewards of the vast majority. Fans who miss the intimacy of his Kill Rock Stars records won't find much to rejoice about here, but overall, Figure 8 comes tantalizingly close to establishing Elliott Smith as the consummate pop craftsman he's bidding to become. ~ Steve Huey

On his first record since his Oscar nomination courtesy director Gus Van Zandt's use of his music in the film "Good Will Hunting," Elliott Smith returns with another album's worth of gorgeous misery. Like Nick Drake before him, Smith has the ability to conjure beautifully poignant pathos, wrapping it in an elaborately arranged package worthy of a George Martin or Brian Wilson. Working with Beck/Foo Fighters producer Rob Schnapf, Smith uses Abbey Road Studios for some of these sessions, dressing up his tortured lyrics with orchestral arrangements that avoid any hint of mawkishness.

Whether mourning a busted-up romance in "Everything Reminds Me Of Her," shying away from love on "In the Lost and Found (Honky Bach)," or burrowing into their own isolation with "Can't Make A Sound," Smith's angelic vocals and harmonies recall CSN before their creative meter ran out. Elsewhere, this talented singer-songwriter employs the Beatles-esque "LA" as a conduit for observations about his new hometown, while sweet indignation directed at corporate fat cats is the driving emotion behind "Wouldn't Mama Be Proud?"